Welcome to our dedicated page for ARCELLX SEC filings (Ticker: ACLX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission (SEC) filings for Arcellx, Inc. (NASDAQ: ACLX), a clinical-stage biotechnology company developing cell therapies and immunotherapies for cancer and other incurable diseases. Through these filings, investors can review how Arcellx reports its financial condition, collaboration revenue, research and development spending, and progress toward potential commercialization.
Arcellx uses periodic and current reports to disclose key information. For example, the company files Form 8-K to furnish press releases announcing quarterly financial results, as reflected in 8-K filings tied to results for quarters ended June 30 and September 30, 2025. These filings describe collaboration revenue associated with its partnership activities, research and development expenses related to clinical and preclinical programs, general and administrative expenses, and net losses as the company advances its pipeline.
In addition to 8-Ks, investors can use this page to find Arcellx’s annual reports on Form 10-K and quarterly reports on Form 10-Q when available. These documents typically provide detailed discussions of the company’s lead BCMA-directed CAR T-cell therapy, anitocabtagene autoleucel (anito-cel), its Phase 2 iMMagine-1 and Phase 3 iMMagine-3 studies in relapsed or refractory multiple myeloma, regulatory designations, and its global strategic collaboration with Kite, a Gilead Company.
Stock Titan enhances these filings with AI-powered summaries that highlight key points such as revenue trends, R&D and G&A dynamics, cash runway disclosures, and material clinical or regulatory updates. Users can also review insider transaction reports on Form 4, proxy statements on Form DEF 14A, and other relevant submissions as they appear in the SEC’s EDGAR system. Together, these resources help investors and researchers quickly interpret Arcellx’s regulatory disclosures and understand the financial and operational context behind ACLX.
Gilead Sciences, through wholly owned Purchaser Ravens Sub, Inc., announced a proposed acquisition of Arcellx, Inc. The offer contemplates $115.00 per share in cash plus one contingent value right (CVR) that would pay $5.00 upon achievement of a specified milestone under a CVR agreement, pursuant to an Agreement and Plan of Merger dated February 22, 2026.
The tender offer has not commenced; the communication is a preliminary solicitation and states that final tender offer materials, including a Schedule TO and Arcellx’s Schedule 14D-9, will be filed with the SEC when the offer begins.
Gilead Sciences has disclosed an 11.5% beneficial stake in Arcellx, holding 6,720,803 shares of common stock out of 58,464,222 shares outstanding as of February 19, 2026. Gilead previously invested $100.0 million and $200.0 million in Arcellx through stock purchases at $28.75 and $61.68 per share.
Gilead now plans to acquire all remaining Arcellx shares through a tender offer and merger. Arcellx stockholders would receive $115.00 in cash per share plus one contingent value right worth up to $5.00 in cash if a specified milestone is achieved, implying up to $120.00 per share.
The total cash required for the offer, merger and related funding is approximately $7.8 billion, with up to an additional $0.3 billion if the contingent value right milestone is met. Certain major Arcellx holders, representing 6,033,683 shares, have agreed to support and tender into the planned offer.
Gilead Sciences entered into a merger agreement to acquire Arcellx through a tender offer for $115 per share plus one contingent value right (CVR). The Offer will initially remain open for a minimum of 20 business days and is subject to customary closing conditions, including obtaining antitrust clearances.
The CVR entitles holders to $5.00 if cumulative worldwide sales of Arcellx’s anito-cel exceed $6,000,000,000 on or prior to December 31, 2029. Support agreements cover approximately 10.3% of outstanding shares as of February 19, 2026.
ACLX submitted a Section 144 notice reporting proposed sale activity and a recent transaction. The filing lists 15,340 Restricted Stock Units to be sold with an award date of 01/03/2026. It also reports that Michelle Gilson sold 11,291 common shares on 02/17/2026 for $784,782.47.
Arcellx, Inc. chief financial officer Michelle Gilson reported multiple transactions in the company’s common stock. On February 19, 2026, she executed open-market sales totaling 8,384 shares at weighted average prices between $67.09 and $69.04, with a portion described as a broker-assisted sale to satisfy tax withholding obligations related to vested restricted stock units. On January 3, 2026, she acquired 15,340 shares through an option exercise at $0.00 per share. After these transactions, she directly owned 45,157 shares of Arcellx common stock.
Arcellx, Inc. Chief Financial Officer Michelle Gilson exercised 20,496 shares of common stock on January 2, 2026 through a derivative conversion. On February 17, 2026, she sold a total of 11,291 shares in broker-assisted open-market transactions to satisfy tax withholding from vested RSUs, at weighted average prices of $69.2103 and $70.0125. After these transactions, she directly owned 53,541 shares of Arcellx common stock.
Arcellx, Inc. received an amended Schedule 13G from RA Capital entities and principals reporting their ownership of the company’s common stock as of December 31, 2025. The filing shows beneficial ownership of 1,267,156 shares, representing 2.2% of Arcellx’s outstanding common stock.
The shares are directly held by RA Capital Healthcare Fund, L.P., with RA Capital Management, L.P. acting as investment adviser and Peter Kolchinsky and Rajeev Shah as controlling persons of the relevant general partners. The ownership percentage is based on 57,822,871 shares outstanding as of October 21, 2025. The reporting persons state the securities are not held for the purpose of changing or influencing control of Arcellx and expressly note that they are not acting as a group.
Vestal Point Capital and Ryan Wilder have filed a Schedule 13G reporting beneficial ownership of 2,925,000 shares of Arcellx, Inc. common stock, representing 5.1% of the company’s outstanding shares.
The stake is held through the Vestal Point fund and a managed account, which have the right to receive dividends and sale proceeds. The ownership percentage is based on 57,822,871 Arcellx shares outstanding as of October 31, 2025. The filers certify the investment was made in the ordinary course of business and not for the purpose of influencing control of Arcellx.
Arcellx, Inc. (ACLX) has a significant shareholder group led by Paradigm BioCapital reporting passive ownership of its common stock. The reporting persons, including Paradigm BioCapital Advisors LP, its general partner, Senai Asefaw, M.D., and Paradigm BioCapital International Fund Ltd., collectively report beneficial ownership of 5,724,016 shares of common stock, representing 9.9% of the class, as of the close of business on December 31, 2025. This percentage is based on 57,822,871 shares outstanding as of October 31, 2025 as disclosed by Arcellx. The group certifies that the shares were not acquired and are not held for the purpose of changing or influencing control of Arcellx, indicating a passive investment stance rather than an activist position.